Regional Del Monte Pacific
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Co. Reg No: 198700034E MICA (P) : 099/03/2012 Regional Acquisition 14 October 2013 Buy (unchanged) Del Monte Pacific Go Bananas! Share price: SGD0.905 PHP30.0 Turning the tables with this transformational deal. While we Target price: SGD1.30 (from SGD1.05) foresaw brand consolidation globally, we were pleasantly surprised by PHP45.0 Del Monte Pacific’s (DMPL) ambition in agreeing to buy its original parents in the US, Del Monte Foods’ consumer business, in a deal James KOH worth USD1.675b from its private-equity owners. This will change the [email protected] profile of DMPL dramatically, into a global foods company, owning one (65) 6432 1431 of the most iconic brands in the world. Reiterate BUY with higher TP. We host DMPL for NDRs in Singapore (16 Oct) & HK (7 Nov). Stock Information Key Transaction Points. This is a leveraged buy-out, with USD930m Description: Del Monte engages in growing, processing, and selling canned and fresh pineapples, pineapple concentrate, of ring-fenced debt loaded onto the target business, and DMPL tropical mixed fruit and tomato-based products. These coughing up a further USD745m through a combination of equity/ debt products are sold under the brand names of Del Monte and financing. Based on latest financials, this works out to 9.4x EV/EBITDA S&W. (19x PER) which compares favorably to the most comparable recent Ticker: DELM SP transaction of Lucozade/ Ribena (13.5x EV/ EBITDA). Even in a bear Shares Issued (m): 1,296.6 case scenario, the transaction is significantly accretive. Market Cap (USD m): 941.8 3-mth Avg Daily Turnover (USD m): 0.3 ST Index: 3,179.71 We are positive on the synergies and long-term potential. We see a Free float (%): 33 good fit between the two entities, as they operate in different geographies. The target business is also a major customer for canned Major Shareholder: % Nutri-Asia 67 pineapples export. Synergies would likely come in the form of brand ownership and cost savings in certain productions. Furthermore, there are pockets of opportunities such as the US juice market, fruit-cups, US Key Indicators Filipinos consumer for sauces and South America which is untapped. ROE 12.9 Execution risk exists, but significant upside for investors. Post- Net gearing (%): 68 BVPS/shr (USD): 0.20 transaction, the company will be highly-geared, although its stable Interest cover (x): 7.7 business nature mitigates repayment risk. We see upside given that private equity owners have likely saddled additional cost, and put less Historical Chart focus on the business since acquiring in 2011. For example, EBITDA in 2011 was USD241m, compared to USD178m in 2013. 1.00 DELM SP Equity Reiterate BUY. We expect the transaction to close by Feb 2014, given 0.90 that majority shareholder will vote in favor. Given this special 0.80 development, we take a longer-term view to account for gestation. Our 0.70 new TP of SGD1.30 is pegged to our base case scenario 15x FY15F combined entity profit to ordinary shareholders (see details next page). 0.60 Del Monte Pacific– Summary Earnings Table Source: Maybank KE 0.50 FY DEC (USD m) 2011 2012 2013F 2014F 2015F 0.40 Revenue 425.2 459.7 525.0 572.1 627.6 EBITDA 57.8 65.5 70.8 82.7 104.3 0.30 Recurring Net Profit 27.4 32.1 33.9 43.2 59.0 Oct-12 Dec-12 Feb-13 Apr-13 Jun-13 Aug-13 Oct-13 Recurring EPS (USD cents) 2.1 2.5 2.6 3.3 4.6 DPS (USD cents) 1.9 2.2 2.0 2.5 3.4 Performance: PER (x) 32.2 27.5 26.1 20.5 15.0 52-week High/Low SGD0.96/SGD0.40 EV/EBITDA (x) 16.8 15.2 14.2 11.8 9.3 Div Yield (%) 2.8 3.3 2.9 3.7 5.0 1-mth 3-mth 6-mth 1-yr YTD P/BV (x) 3.2 2.9 3.3 3.2 3.1 ROE (%) 11.6 12.5 12.9 15.7 20.4 Absolute (%) 14.6 7.1 19.1 126.3 76.6 ROA (%) 6.5 6.5 6.5 7.8 10.1 Relative (%) 12.0 9.4 23.9 115.8 75.9 Consensus Net Profit 34.3 43.4 59 SEE APPENDIX I FOR IMPORTANT DISCLOSURES AND ANALYST CERTIFICATIONS Del Monte Pacific Key Transaction Points: - DMPL agrees to buy the entire branded consumer business of Del Monte Foods, currently owned by KKR, Vestar and Centerview (private-equity owners). - Total purchase consideration paid to private-equity owners is USD1.675b, funded by USD745m from DMPL and USD930m debt assumed on target business. - For fiscal year ended 30 April 2013, the target business had sales of USD1.83b, adjusted EBITDA of USD178m and net profit of USD135m. Valuation compares - Valuation of 9.4x EV/EBITDA and 19x PER favorably to most recent transaction of Suntory, - For the USD745m equity portion, DMPL will use a combination of Lucozade/ Ribena preference shares, new common shares, internal borrowings and a loan from majority shareholder, NutriAsia. (see Figure 1). - Guarantees in place with various institutions for funding, although the exact prices/ rates will be confirmed at a later date. - Transaction to close by 28 Feb 2014, after an EGM in the meantime. A simple majority is required and NutriAsia has already undertaken to vote in favor. - Target business to be managed under separate platform, with a CEO already identified. Key suppliers and business relationships will be maintained, with no disruption expected. Figure 1: Transaction funding details Total Cost paid consisting of: 1675 Company existing credit lines 80 Preference shares 350 New common shares 150 Major shareholder loan 165 Equity portion 745 Debt financing at target company level 930 Source: Company Figure 2: Our estimates on combined entity The transaction is accretive immediately USD m Del Monte Pacific FY14F Acquired Business Combined entity Remarks Sales 572.0 1830 2340.3 DMPL supplied around USD62m to Del Monte Foods Recurring EBITDA 82.7 178 260.7 Acquired business historical EBITDA USD178m DMPL based on FY13F estimate, Acquired based on Depreciation & amort (19.8) (43.0) (62.8) historical DMPL based on FY13F estimate, Acquired based on Interest Exp (5.0) 0.0 (5.0) historical New Interest Exp (11.6) (80.3) (91.8) PBT 51.4 54.8 106.1 Tax (11.8) (19.2) (31.0) DMPL based on 23%, Acquired based on 35% Recurring net profit 39.5 35.6 75.1 Preference shares dividend @7% 350.0 (24.5) Net profit to ord shareholders 50.6 Source: Company, Maybank KE 14 October 2013 Page 2 of 14 Del Monte Pacific Figure 3: Our estimates on debt cost and post-transaction valuations for combined entity Debt cost estimate Total (USD m) Estimated % Estimated cost (USD m) Existing credit line 80 2% (1.6) Shareholders loan 165 3.0% (5.0) Debt financing 930 7.5% (69.8) Working capital loan 350 3% (10.5) Current Shareprice (SGD) 0.905 Equity financing (USD m) 150 Exchange rate 1.25 New Shares (m) 207.2 Previous number of shares (m) 1297.0 Total Shares (m) 1504.2 Market cap (SGD m) 1361.3 Market cap (USD m) 1089.0 Post transaction PER 21.5 Post transaction EV/ EBITDA 10.6 Source: Company, Maybank KE Figure 4: Our Gearing analysis Gearing analysis Del Monte Pacific FY14F estimated net debt 142 Consolidated new total debt 1667 Del Monte Pacific FY14F estimated equity 275 New equity post transaction 775 New Net-Debt/ Equity 2.2 Interest Cover 3.5 Net debt/ EBITDA 6.4 EBITDA/ Interest Expense 2.8 Source: Company, Maybank KE #1 market share in Del Monte Foods background. The Del Monte brand has its origins in packaged fruit and California, the United States, in 1892 although by 1990, private equity vegetable categories firm KKR broke up the brand, resulting in a number of unaffiliated Del Monte companies with perpetual ownership of the brand in their #2 in packaged tomato respective market/ product category. The “original” parent, Del Monte and broth categories Foods owned the rights to the Del Monte brand for processed food in the US and South America in their consumer food business but also had a pet food business. It is one of the largest producers, distributors and markets of branded pet products and food products in the US. Figure 5: Del Monte brand ownership globally Note: The above map is for processed food. For fresh produce, Fresh Del Monte (Europe) owns the rights globally. Source: Company 14 October 2013 Page 3 of 14 Del Monte Pacific Figure 6: FY13 revenue breakdown, Del Monte Foods Figure 7: Sales breakdown, Acquired consumer business Pet Products however generated more than 70% of profit Significant gap in products such as juices Broth 9% Canned Tomato Consumer 17% Products 48% Canned Fruit Pet Products 42% 52% Canned Veg 32% Source: Company filings, Maybank KE Source: Company, Maybank KE Figure 8: Sales breakdown, Acquired consumer business Figure 9: Sales breakdown by brand, Acquired consumer Largely a domestic business despite owning Del Monte brand in business South America Other than Del Monte, DMPL also gains other valuable brands Export Others 5% 13% S&W College Inn 2% 4% Contadina 4% Del Monte US 77% 95% Source: Company, Maybank KE Source: Company, Maybank KE Private equity owners sold Transaction background. In 2011, private-equity owners, again led by to concentrate on Pet KKR took Del Monte Foods private in a deal worth USD5.3b, including Products business debt of USD1.3b.